SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
February 3, 1998 (Date of earliest event reported)
CORNERSTONE PROPERTIES INC.
(Exact name of registrant as specified in its charter)
Nevada 0-10421 74-2170858
(State or other jurisdiction of (Commission (IRS Employer
incorporation) File Number) Identification No.)
Cornerstone Properties Inc.
126 East 56th Street
New York, NY 10022
(Address of principal executive offices)
(212) 605-7100
(Registrant's telephone number,
including area code)
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Item 5. Other Events
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The press release issued by the Registrant, dated February 3, 1998, a
copy of which is included with this Form 8-K as Exhibit 99, is
incorporated herein by reference.
Item 7. Financial Statements and Exhibits
---------------------------------
(c) Exhibits
Exhibit 99 - Press release, dated February 3, 1998.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
CORNERSTONE PROPERTIES INC.
(Registrant)
By: /s/John S. Moody.
John S. Moody, Chairman and
Chief Executive Officer
Date: February 5, 1998
By: /s/Kevin P. Mahoney.
Kevin P. Mahoney, Chief Financial Officer
Date: February 5, 1998
<PAGE>
EXHIBIT 99
CORNERSTONE PROPERTIES PRICES PUBLIC OFFERING OF 12.5
MILLION SHARES OF COMMON STOCK AT $18.25 PER SHARE
New York, NY (February 3, 1998) - Cornerstone Properties Inc. (NYSE:CPP)
announced today the public offering of 12.5 million shares of common stock at a
price of $18.25 per share. Merrill Lynch & Co. was the lead manager of the
underwriting group and BT Alex. Brown, Lazard Freres & Co. LLC, Lehman Brothers,
Morgan Stanley Dean Witter, NationsBanc Montgomery Securities LLC, and Solomon
Smith Barney served as co-managers. The sale raised $215,437,500 for the Company
after fees. Under the terms of the offering, the underwriters have a 30-day
option to purchase up to 1,875,000 additional shares of stock solely to cover
over-allotments. Delivery is scheduled for February 6, 1998.
The Company intends to use the net proceeds to repay borrowings under its line
of credit incurred as the result of recent acquisitions.
A copy of the prospectus related to the offering may be obtained from Merrill
Lynch & Co., World Financial Center, 250 Vesey Street, New York, NY 10281.
Cornerstone Properties Inc. is a self-advised equity real estate investment
trust (REIT) investing exclusively in Class A quality office properties in prime
locations in major metropolitan areas and central business districts. The
Company, through its subsidiaries, currently owns 19 Class A quality office
properties throughout the United States totaling 10.9 million rentable square
feet. Headquartered in New York City, the Company's stock is traded on the New
York Stock Exchange under the ticker symbol CPP.
